Non-Solicitation of Employees or Customers. Employee agrees that during his employment with Employer and continuing for fifteen (15) months thereafter, Employee shall not, directly or indirectly, for his own account or as an agent, servant or employee of any business or organization, engage, hire or offer to hire or entice away any then current officer, employee, agent or customer of Employer, NPSI or any of Employer’s or NPSI’s subsidiaries, joint ventures or related entities, or in any other manner persuade or attempt to persuade any then current officer, employee, agent or customer of Employer, NPSI or any of Employer’s or NPSI’s subsidiaries, joint ventures or related entities to discontinue his or her relationship therewith for any reason.
Non-Solicitation of Employees or Customers. While employed by the Company, and during the Restrictive Covenant Period, Executive will not (i) indirectly or directly solicit, encourage, induce, or recruit any person who is then an employee of the Company or any of its subsidiaries to seek or accept employment with any other employer, or (ii) indirectly or directly solicit, encourage, or induce any customer of the Company to become the customer of any business that is competitive to any material extent with the business of the Company or any of its subsidiaries.
Non-Solicitation of Employees or Customers. Executive agrees that during his employment, and for a period of one year following the termination or resignation of his employment, for whatever reason, that neither he nor any individual, partner(s), or company, corporation, or other entity or business with which he is in any way affiliated, including, without limitation, any partner, limited partner, member, director, officer, shareholder, employee, or agent of any such entity or business, will request, induce or attempt to influence, directly or indirectly, any employee of the Company to terminate employment with the Company. Executive agrees that for a period of one year following the termination or resignation of his employment, for whatever reason, whether involuntary or voluntary, he shall not, directly or indirectly, as an owner, stockholder, director, employee, partner, agent, broker, consultant or other participant solicit a customer or prospective customer, or accept any business from a customer or prospective customer with whom he has done business or with whom he has had contact during the last twelve (12) months of Executive’s employment with the Company.
Non-Solicitation of Employees or Customers. Executive acknowledges that as a member of senior management of the Company he has had access to information concerning the Company’s organizational structure and performance evaluations of Company key employees. During his employment with the Company and at all times thereafter, Executive shall not utilize any Trade Secrets of the Company to solicit any of its employees or contractors to discontinue working for the Company or to provide service to any other person or entity in competition with the Company without the Company’s written consent. Furthermore, beginning on the last day of his employment with the Company and at all times thereafter, Executive shall not utilize any Trade Secrets of the Company to solicit, contact, attempt to contact or meet with the Company’s current customers for purposes of offering or accepting goods or services similar to or competitive with those offered by the Company. As used in this Agreement, the term “Trade Secrets” shall mean information that (a) derives economic value from not being known to the general public or others who can obtain economic value from its disclosure or use and (b) is the subject of reasonable efforts on the part of the Company to maintain its secrecy. Executive acknowledges and agrees that Trade Secrets are also Confidential Information and that he is under at least the same confidentiality obligations in relation to Trade Secrets as he is in relation to Confidential Information.
Non-Solicitation of Employees or Customers. For a period of one (1) year following the last date of Employee's employment with the Company, Employee agrees not to solicit or induce any employee or supplier of the Company to terminate his/her employment or relationship with the Company or to, directly or indirectly, solicit the trade of or otherwise do business with any customer or supplier of the Company and/or any one of its affiliated entities so as to offer or sell any product or service which would be competitive with any product or service sold by the Company or its affiliates during that period.
Non-Solicitation of Employees or Customers. While employed by the Company, and during the Non-Disparagement Period, Executive will not (i) indirectly or directly solicit, encourage, induce, or recruit any person who is then an employee of the Company or any of its subsidiaries to seek or accept employment with any other employer, or (ii) indirectly or directly solicit, encourage, or induce any customer of the Company to become the customer of any business that is competitive to any material extent with the business of the Company or any of its subsidiaries, provided, however, that if the Company terminates under Section 1 following a Change in Control (as defined in the Bonus Plan), the foregoing non-solicitation covenant shall not apply.
4. Section 6 of the Agreement is amended by adding the following at the end of such Section: The parties also acknowledge and agree that, if, in any judicial proceeding, a court shall deem any of the restrictive covenants in Section 5(a) or 5(c), invalid, illegal or unenforceable because its scope is considered excessive, such restrictive covenant shall be modified so that the scope of the restrictive covenant is reduced only to the minimum extent necessary to render the modified covenant valid, legal and enforceable, and if any such restrictive covenant (or portion thereof) is deemed invalid, illegal or unenforceable in any jurisdiction, as to that jurisdiction such restrictive covenant (or portion thereof) shall be ineffective to the extent of such invalidity, illegality or unenforceability, without affecting in any way the remaining restrictive covenants (or portion thereof) in such jurisdiction or rendering that or any other restrictive covenant (or portion thereof) invalid, illegal, or unenforceable in any other jurisdiction. The parties hereto intend that the validity and enforceability of any provision of this Agreement shall not affect or render invalid any other provision of this Agreement.
5. Section 15 of the Agreement is renamed “Section 409A”, the paragraph that currently comprises Section 15 is designated “(a) Delay in Payment”, and the following is added to the end of Section 15:
Non-Solicitation of Employees or Customers. Each executive will be subject to a non-solicitation covenant for a period of two (2) years following termination of employment for any reason. This covenant will prohibit the executive’s solicitation of current or former employees or customers of NewCo.
Non-Solicitation of Employees or Customers. During the Restriction Period, except in connection with the performance of Executive's duties hereunder during the Term or any extension thereof, Executive shall not directly or indirectly:
(a) Induce any employee of the Company or any of its subsidiaries to terminate employment with such entity, and shall not directly or indirectly, either individually or as an owner, agent, employee, consultant or otherwise, employ or offer to employ any person who is, or was employed by the Company or any subsidiary thereof, unless such person shall have ceased to be employed by such entity for a period of at least six (6) months.
(b) Solicit or otherwise attempt to establish for himself or any other person, firm or entity, any business relationship of a nature that is to the competitive disadvantage of the Company with a business or relationship of the Company or any of its subsidiaries, with any firm, corporation or person which, during the twelve (12) month period preceding the Termination Date (as defined in Section 8), was a customer, client, or distributor of the Company or its subsidiaries; provided, however, that in the event the Company elects to terminate this Agreement for any reason other than Cause (as defined in Section 8), the Executive shall be released as of the Termination Date from the obligations of this Subsection 6(b).
Non-Solicitation of Employees or Customers. The Executive further agrees that during the Non-Competition Period or in connection with the Executive's termination of employment, the Executive will not hire or attempt to hire any employee of the Company, assist in such hiring by any person or entity, encourage any such employee to terminate his or her relationship with the Company, or solicit or encourage any customer or vendor of the Company to terminate its relationship with it, or, in the case of a customer, to conduct with any person or entity any business or activity which such customer conducts or could conduct with the Company.
Non-Solicitation of Employees or Customers. Executive acknowledges that as a member of senior management of the Company he has had access to information concerning the Company’s organizational structure and performance evaluations of Company key employees. During his employment with the Company and at all times thereafter, Executive shall not utilize any Trade Secrets of the Company to solicit any of its employees or contractors to discontinue working
